The producer, Chad Campbell, was a frequent patron of the theater. When he heard about the theater closing it was originally intended that he and the director would only film a tour of the theater with its creative director, James Sanford. But along the way it became clear that was not enough.
The original temp score for the film consisted entirely of ELO (Electric Light Orchestra) songs.
The entire film was shot with two pieces of equipment (Sony HDR CX900 camera and cheaper handheld recorder) in all natural/practical lighting.
During the filming of this documentary the director decided that the relationship the members of the staff and the community around the theater had with each other felt similar to The Breakfast Club, which inspired parts of the soundtrack Zach Sheneman eventually created.